Exhibit 10.1



 Exhibit 10.1 
 UNITED STATES DEPARTMENT OF THE TREASURY 
 1500 Pennsylvania
Avenue, NW 
 Washington, D.C. 20220 
 December 23, 2009 
 Ladies and Gentlemen: 
 Reference is made to that certain letter agreement (the “Repurchase Letter Agreement”), dated as of the date set forth on
Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms used but not defined herein shall have the
meanings assigned to them in the Repurchase Letter Agreement. 
 As documented by the Repurchase Letter Agreement, the Company
has completed the repurchase from the Investor of all of the Preferred Shares issued to the Investor pursuant to the Securities Purchase Agreement. Following such time, the Company delivered a Warrant Repurchase Notice dated as of the date set forth
on Schedule A hereto to the Investor. In connection with the consummation, on the date hereof, of the repurchase of the Warrant by the Company from the Investor, as contemplated by the Warrant Repurchase Notice and Section 4.9 of the Securities
Purchase Agreement: 
 (a) The Company hereby acknowledges receipt from the Investor of the Warrant; and

 (b) The Investor hereby acknowledges receipt from the Company of a wire transfer to the account of the
Investor set forth on Schedule A hereto in immediately available funds of the aggregate purchase price set forth on Schedule A hereto, representing payment in full for the Warrant, determined in accordance with Section 4.9 of the Securities
Purchase Agreement. 
 This letter agreement will be governed by and construed in accordance with the federal law of the United
States if and to the extent such law is applicable, and otherwise in accordance with the laws of the State of New York applicable to contracts made and to be performed entirely within such State. 
 This letter agreement may be executed in any number of separate counterparts, each such counterpart being deemed to be an original
instrument, and all such counterparts will together constitute the same agreement. Executed signature pages to this letter agreement may be delivered by facsimile and such facsimiles will be deemed sufficient as if actual signature pages had been
delivered. 







 In witness whereof, the parties have duly executed this letter agreement as of the date
first written above. 
  

			
	 UNITED STATES DEPARTMENT OF THE
 TREASURY

		
	By:	 	 /s/ David Miller

	Name:	 	David Miller
	Title:	 	Acting Chief Investment Officer
	
	COMPANY:
	
	UNION BANKSHARES CORPORATION
		
	By:	 	  

	Name:	 	
	Title:	 	


 UST No. 238 







 In witness whereof, the parties have duly executed this letter agreement as of the date
first written above. 
  

			
	 UNITED STATES DEPARTMENT OF THE
 TREASURY

		
	By:	 	  

	Name:	 	
	Title:	 	
	
	COMPANY:
	
	UNION BANKSHARES CORPORATION
		
	By:	 	 /s/ D. Anthony Peay

	Name:	 	D. Anthony Peay
	Title:	 	 Executive Vice President and
 Chief Financial Officer










 SCHEDULE A 
  

			
	Company Information:	  	
		
	 Name of the Company:
	  	Union Bankshares Corporation
		
	 Corporate or other organizational form of the Company:
	  	Stock Corporation
		
	 Jurisdiction of organization of the Company:
	  	Commonwealth of Virginia
		
	Information related to the Preferred Share Repurchase:	  	
		
	 Date of Repurchase Letter Agreement for
  
 the repurchase of 59,000 of the Preferred Shares:
	  	November 18, 2009
		
	Terms of the Warrant Repurchase:	  	
		
	 Date of Warrant Repurchase Notice:
	  	December 16, 2009
		
	 Aggregate purchase price for the Warrant:
	  	$450,000
		
	Investor wire information for payment of purchase	  	ABA Number: 021000018
	price for the Warrant:	  	Bank: The Bank of New York Mellon
		  	Account Name: BETA EESA Preferred Account
		  	Account Number: GLA/111567